Amtech Esters Ltd Management Discussions

MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATION

The following discussion is intended to convey managements perspective on our financial condition and results of operations for Fiscal Year endedMarch 31, 2026, March 31, 2025, and March 31, 2024. One should read the following discussion of our financial condition and results of operations together with our Restated Consolidated Financial Statements included in the Red Herring Prospectus. You should also read the section entitled "Risk Factors" beginning on page 17 of this Red Herring Prospectus, which discusses several factors, risks and contingencies that could affect our financial condition and results of operations. The following discussion relates to our Company and is based on our Restated Consolidated Financial Statements, which have been prepared in accordance with Indian GAAP, the Companies Act and the SEBI Regulations. Portions of the following discussion are also based on internally prepared statistical information and on other sources. Our fiscal year ends on March 31 of each year, so all references to a particular fiscal year ("Fiscal Year") are to the twelve -month period ended March 31 of that year.

In this section, unless the context otherwise requires, any reference to "we", "us" or "our" refers to Amtech Esters Limited, our Company. Unless otherwise indicated, financial information included herein are based on our "Restated Consolidated Financial Statements" for the Fiscal Year ended on March 31, 2026, March 31, 2025, and March 31, 2024, included in this Red Herring Prospectus beginning on page 190.

BUSINESS OVERVIEW

Our Company was originally incorporated as Private Limited Company under the name and style of ‘Amtech Esters Private Limited with the CIN ‘U24129DL2002PTC115465, under the Companies Act, 1956 pursuant to Certificate of Incorporation dated May 21, 2002, issued by the Registrar of Companies, NCT of Delhi and Haryana. Later, our Company was converted to the Public Limited Company under the relevant provisions of Companies Act, 2013 under the name and style of ‘Amtech Esters Limited with the CIN ‘U24129DL2002PLC115465 vide special resolution passed by our shareholders at the AGM held on 30th September 2023 and pursuant to which Registrar of Companies, Delhi issued fresh Certificate of Incorporation dated December 12, 2023.

Our Company is engaged in the B2B business of manufacturing of Unsaturated Polyester Resins (referred as "UPR" or "UPRs") and trading in their complementary products like fiber resins, hardners & silicons and other ancillary products. By offering these complementary products along with our manufactured UPRs, we are able to provide customers with an integrated sourcing solution rather than a single-product offering. It also enables us to serve customers across different stages of the resin and FRP value chain, from base resin requirements to curing, reinforcement, finishing and application-specific consumables.

Further, our Wholly Owned Subsidiary, Croda Pigments Private Limited (referred as "CPPL") is into the business of manufacturing pigments which are used as colourants and additives in various industrial and household products. CPPL operates in a vertically aligned line of business, complementing and expanding our operations.

Our product portfolio consists of Unsaturated polyester resin (collectively referred as "UPRs"), fibreglass of different variants, hardener, silicons and pigments used in paints, varnishes, dyes, glue gums and allied chemical applications.

Our production processes are designed to ensure that our products meet prescribed quality standards and customer requirements. We have established a Research & Development and Quality Control department, through which we continuously review and modify our production processes to cater to evolving customer requirements, improve product performance and maintain consistency in quality. Our commitment to quality is validated by our ISO 9001:2015 certification, assuring customers of our adherence to stringent quality control processes throughout manufacturing.

Our Company acquired 95.78% of the shareholding of CPPL in Financial year 2023-24 pursuant to which Croda Pigments Private Limited became our Subsidiary. As on the date of this Red Herring Prospectus, we hold 100.00% of the shareholding of CPPL making it ours wholly owned subsidiary. This acquisition enabled seamless integration of its operations with our existing business and supported strategic alignment within our overall product portfolio.

Further, our Company was founded in the year 2002 by Avtar Singh Bawa along with his son, Ajit Singh Bawa. Our Company is presently managed by our Promoter and Managing Director, Ajit Singh Bawa, who has over 20 years of experience in the chemical manufacturing industry and is responsible for overseeing the overall business operations of our Company. His industry knowledge, understanding of customer requirements, entrepreneurial vision and active involvement in key areas of our business have contributed significantly to the growth and development of our Company.

Our manufacturing facilities are located at 2012 MIE, Bahadurgarh, Jhajjar, Haryana- 124507 with installed manufacturing capacity of2960 MTPA and at Khasra 26/1, MIE, Bahadurgarh, Jhajjar, Haryana-124507 with installed manufacturing capacity of 382.20 MTPA as on March 31, 2026. Our Manufacturing facility is equipped with modern and automatic plant and machinery.

SIGNIFICANT DEVELOPMENTS SUBSEQUENT TO THE LAST FINANCIAL YEAR

As per mutual discussion between the Board of the Company and BRLM, in the opinion of the Board of the Company there have not arisen any circumstances since the date of the last financial statements as disclosed in the Red Herring Prospectus and which materially and adversely affect or is likely to affect within the next twelve months except as follows:

• The Board of Directors of our Company has approved and passed a resolution dated April 01, 2026, to authorize the Board of Directors to raise the funds by way of Initial Public Offering.

• The Shareholders of our Company has approved and passed a resolution dated April 28, 2026, to authorize the issue by way of Initial Public Offering.

• The board of directors, in its meeting held on May 06, 2026, appointed Gurveen Kaur as Chief Financial Officer of the Company w.e.f. May 06, 2026.

• Further, the board of directors, in its meeting held on June 02, 2026, take note of the resignation of Gurveen Kaur and appointed Sandeep Pandey as the Chief Financial Officer of the Company w.e.f. June 02, 2026.

OUR SIGNIFICANT ACCOUNTING POLICIES

For Significant accounting policies please refer Significant Accounting Policies, "Note 2" beginning under Chapter titled "Financial Information" beginning on page 190 of the Red Herring Prospectus.

KEY FINANCIAL KPI OF OUR COMPANY ON CONSOLIDATED BASIS:

Metric	Unit	For the financial year ended
		2026	2025	2024
Revenue From operations	Rs. in Lakhs	4,067.12	3,688.69	2,460.37
Total revenue	Rs. in Lakhs	4,075.33	3,696.57	2,723.95
EBITDA	Rs. in Lakhs	748.95	650.20	164.72
EBITDA Margin	%	18.41%	17.63%	6.69%
Profit after tax	Rs. in Lakhs	422.28	372.22	283.71
PAT Margin	%	10.38%	10.09%	11.53%
Return on Equity (ROE)	%	24.17%	27.58%	27.94%
Debt To Equity Ratio	Times	0.17	0.26	0.39
Return on Capital Employed (ROCE)	%	30.16%	35.10%	30.77%
Current Ratio	Times	1.38	1.20	1.09

Notes:

a) As certified by M/s. Kansal Yogesh & Co., Chartered Accountants pursuant to their certificate dated August 17, 2026. The Audit committee in its resolution dated August 17, 2026, has confirmed that the Company has not disclosed any KPIs to any investors at any point in time during the three years preceding the date of this Red Herring Prospectus other than as disclosed in this section.

b) Revenue from Operations means the Revenue from Operations as appearing in the Restated Consolidated Financial Statements.

c) EBITDA refers to earnings before interest, taxes, depreciation, amortization, gain or loss from discontinued operations and exceptional items. EBITDA excludes other income but includes reversal ofprovision of doubtful debts.

d) EBITDA Margin refers to EBITDA during a given period as a percentage of revenue from operations during that period.

e) Net Profit Ratio/Margin quantifies our efficiency in generating profits from our revenue and is calculated by dividing our net profit after taxes but before other comprehensive income by our revenuefrom operations.

f) Return on equity (RoE) is equal to profit after tax for the year divided by the Average Equity shareholders fund = (Opening equity shareholders fund + closing equity shareholders fund)/ 2 and is expressed as a percentage.

g) Debt to equity ratio is calculated by dividing the debt (excluding lease liabilities) by total equity (which includes issued capital and all other equity reserves).

h) RoCE (Return on Capital Employed) (%) is calculated as EBIT divided by capital employed. Capital employed is calculated as total assets — current liability.

i) Current Ratio is a liquidity ratio that measures our ability to pay short-term obligations (those which are due within one year) and is calculated by dividing the current assets by current liabilities.

REVIEW OF RESTATED CONSOLIDATE FINANCIALS

Principle Components of our Restated Consolidated Statement of Assets & Liabilities

Fiscal 2026 Compared with Fiscal 2025:

( Rs. in lakhs)

Particulars	For the year ended on		Increase/ (Decrease)
	March 31, 2026	March 31, 2025	Amount	%
Liabilities
Long- Term Borrowings	-	17.04	(17.04)	(100.00) %
Short Term Borrowings	341.18	382.21	(41.03)	(10.73) %
Trade payables- Due to Others	675.87	425.57	250.30	58.81%
Assets
Long term loans & advances	8.92	8.92	-	-
Short term loan and advances	261.71	79.55	182.16	228.99%
Trade receivables	1,023.52	688.90	334.62	48.57%
Inventories	462.65	343.14	119.51	34.83%

Long-term borrowings

Long-term borrowings decreased by Rs.17.04 lakhs, or 100.00%, from Rs.17.04 lakhs as at March 31, 2025 to nil as at March 31, 2026. The decrease reflects contractual repayments and reclassification of the remaining current maturity of the term loan under short-term borrowings.

Short-term borrowings

Short-term borrowings decreased by Rs.41.03 lakhs, or 10.73%, from Rs.382.21 lakhs as at March 31, 2025 to Rs.341.18 lakhs as at March 31, 2026. At March 31, 2026, short-term borrowings comprised current maturities of long-term debt of Rs.16.98 lakhs and working-capital borrowings of Rs.324.20 lakhs, compared with Rs.22.98 lakhs and Rs.359.23 lakhs, respectively, at March 31, 2025.

Trade payables

Trade payables increased by Rs.250.30 lakhs, or 58.81%, from Rs.425.57 lakhs as at March 31, 2025 to Rs.675.87 lakhs as at March 31, 2026, reflecting higher outstanding balances due to creditors other than micro and small enterprises in line with procurement and operating requirements.

Long-term loans and advances

Long-term loans and advances remained unchanged at Rs.8.92 lakhs as at March 31, 2025 and March 31, 2026 and comprised security deposits.

Short-term loans and advances

Short-term loans and advances increased by Rs.182.16 lakhs, or 228.99%, from Rs.79.55 lakhs as at March 31, 2025 to Rs.261.71 lakhs as at March 31, 2026. The increase was principally attributable to advances against goods and services increasing by Rs.135.95 lakhs and other recoverable of Rs.47.62 lakhs, partly offset by a Rs.2.26 lakhs reduction in advances to employees.

Trade receivables

Trade receivables increased by Rs.334.62 lakhs, or 48.57%, from Rs.688.90 lakhs as at March 31, 2025 to Rs.1,023.52 lakhs as at March 31, 2026. The increase exceeded the 10.26% growth in revenue from operations and was reflected in the decline in the trade receivables turnover ratio from 6.38 times to 4.75 times.

Inventories

Inventories increased by Rs.119.51 lakhs, or 34.83%, from Rs.343.14 lakhs as at March 31, 2025 to Rs.462.65 lakhs as at March 31, 2026. The movement was mainly attributable to increases of Rs.70.07 lakhs in raw materials and components, Rs.39.12 lakhs in finished goods and Rs.11.39 lakhs in trading goods, partly offset by a Rs.1.02 lakhs decrease in work-in-progress.

Fiscal 2025 Compared with Fiscal 2024:

(Rs. in lakhs)

	For the year ended on		Increase/ (Decrease)
Particulars	March 31, 2025	March 31, 2024	Amount	%
Liabilities
Long- Term Borrowings	17.04	40.02	(22.98)	(57.42) %
Short Term Borrowings	382.21	408.65	(26.44)	(6.47) %
Trade payables- Due to Others	425.57	402.08	23.49	5.84%
Assets
Long term loans & advances	8.92	10.15	(1.23)	(12.12) %
Short term loan and advances	79.55	145.87	(66.32)	(45.47) %
Trade receivables	688.90	466.93	221.97	47.54%
Inventories	343.14	265.06	78.08	29.46%

Long-Term Borrowings

Long-term borrowings decreased by Rs.22.98 lakhs, or 57.42%, from Rs.40.02 lakhs in FY 2024 to Rs.17.04 lakhs in FY 2025. This decrease was primarily due to repayments and the transfer of current maturities of long-term loan facilities to short-term borrowings during the year, in line with the Companys debt reduction and repayment strategy.

Short-Term Borrowings

Short-term borrowings decreased by Rs.26.44 lakhs, or 6.47 %, from Rs.408.65 lakhs in FY 2024 to Rs.382.21 lakhs in FY 2025. The reduction was mainly due to repayment of short-term borrowings during the year and lower dependence on short-term debt, supported by improved cash flows from operations.

Trade Payable

Trade payables increased by Rs.23.49 lakhs, or 5.84%, from Rs.402.08 lakhs in FY 2024 to Rs.425.57 lakhs in FY 2025. The increase was primarily due to higher purchase volumes and increased operating activity during the year. The expanded scale of operations resulted in higher vendor and supplier balances outstanding at the year end.

Long term loans & advances

Long-term loans and advances decreased by Rs.1.23 lakhs, or 12.12%, from Rs.10.15 lakhs in FY 2024 to Rs.8.92 lakhs in FY 2025. The decrease was primarily due to a reduction in security deposits during the year.

Short-term loans and advances

Short-term loans and advances decreased by Rs.66.32 lakhs, or 45.47%, from Rs.145.87 lakhs in FY 2024 to Rs.79.55 lakhs in FY 2025. The decrease was primarily due to reduction in advances against goods and services from Rs.133.75 lakhs to T71.81 lakhs, along with lower advances to employees during the year. Further, prepaid insurance and income tax refundable balances outstanding in FY 2024 were not available in FY 2025, resulting in an overall reduction in short-term loans and advances.

Trade Receivables

Trade receivables increased by Rs.221.97 lakhs, or 47.54%, from Rs.466.93 lakhs in FY 2024 to Rs.688.90 lakhs in FY 2025. The increase was primarily due to higher revenue from operations and increased operating activity during the year. The expanded scale of operations resulted in higher customer balances outstanding at the year end.

Inventories

Inventories increased by Rs.78.08 lakhs, i.e. 29.46%, from Rs.265.06 lakhs in Fiscal Year 2024 to Rs.343.14 lakhs in Fiscal Year 2025. The increase was mainly due to increase in stocking of raw materials, finished goods, work-in-progress and traded goods to support higher business operations during Fiscal Year 2025.

SIGNIFICANT FACTORS AFFECTING OUR RESULTS OF OPERATIONS

Our business is subjected to various risks and uncertainties, including those discussed in the section titled "Risk Factor beginning on page 17 of this Red Herring Prospectus. Our results of operations and financial conditions are affected by numerous factors including the following:

1) General economic conditions in India, changes in laws and regulations.

2) Changes in revenue mix, including geographic mix of our revenues.

3) Changes in Fiscal, Economic or Political conditions in India.

4) Increased market fragmentation.

5) Competition with existing and new entrants.

RESULTS OF KEY OPERATIONS:

The following table sets forth select financial data from our restated consolidated financial statement of profit and loss for the Fiscal Years ended March 31, 2026, 2025, and 2024 the components of which are also expressed as a percentage of total revenue for such period and Fiscal Years.

						(Rs. in lakhs)
Particulars			For the year ended
	March 31,2026	% of Total Income	March 31,2025	% of Total Income	March 31,2024	% of Total Income
I. Revenue from operations	4,067.12	99.80%	3,688.69	99.79%	2,460.37	90.32%
II. Other Income	8.21	0.20%	7.88	0.21%	263.58	9.68%,
III. Total Income (I+II)	4,075.33	100.00%	3,696.57	100.00?%	2,723.95	100.00%
IV. Expenses:
Cost of goods consumed	2,421.37	59.42%	2,273.37	61.50%	1,516.45	55.67%,
Change in inventories	(49.49)	(1.21)%	(39.12)	(1.06)%	6.81	0.25%,
Purchases	487.48	11.96%	435.88	11.79%	366.38	13.45%,
Employee benefit expense	58.91	6.35%	221.43	5.99%	223.09	8.19%
Financial costs	32.81	0.81%	44.56	1.21%	42.52	1.56%,
Depreciation and amortization expense	149.60	3.67%	97.84	2.65%,	45.53	1.67%,
Administrative and Other expenses	199.90	4.91%	146.93	3.97%	182.91	6.72%,
Total Expenses	3,500.58	85.90%	3,180.89	86.05%	2,383.70	87.51%
V. Profit before tax (III+ IV)	574.76	11.96%	515.68	13.95%	340.25	12.49%
VI. Tax expense	146.39	6.35%	136.27	3.69%,	55.14	2.02%
VII. Profit After Tax	428.36	10.51%	379.41	10.26%	285.11	10.47%

Overview of Revenue & Expenditure

The following discussion on results of operations should be read in conjunction with the Restated Consolidated Financial statements for the year ended on Fiscal Year 2026, Fiscal Year 2025 & Fiscal Year 2024. Our revenue and expenses are reported in the following manner:

Revenue of operations

Our revenue from operations primarily comprises revenue from manufacturing of Unsaturated Polyester Resins ("UPRs"), including polyester resins, special purpose resins and other resin-based products, and trading of complementary products such as fiberresin products, hardeners, catalysts, promoters, silicone-based products and other ancillary products. These products are used in FRP, moulding, coating, lamination, curing, reinforcement, finishing, automotive, electrical and switchgear, decorative, waterproofing and other allied chemical applications. On a consolidated basis, revenue from operations also includes revenue from our wholly owned subsidiary, Croda Pigments Private Limited, which is engaged in manufacturing of pigments used as colourants and additives in various industrial and household products.

Other Income

Other Income mainly includes interest income, profit on sale of assets, foreign exchange gain, balances written back and miscellaneous income. Such income is not generated from the regular manufacturing or trading business of the Company and is incidental in nature.

Expenditure

Our total expenditure primarily comprises cost of goods sold (which includes cost of goods consumed in relation to our manufacturing operations, changes in inventories of finished goods, work-in-progress and stock-in-trade, and purchases of stock-in-trade), employee benefit expenses, finance costs, depreciation and amortisation expenses and other operating and administrative expenses.

Cost of good sold

Our cost of goods sold comprises cost of goods consumed, changes in inventories and purchases of stock-in-trade. It mainly includes raw materials consumed for manufacturing of UPRs, resins and pigments, inventory movement of finished goods, work-in-progress and stock-in-trade, and purchases of complementary traded products such as fiber resin, hardeners, silicones and ancillary products.

Employee benefit expense

The Employee benefit expense includes Salary of Staff, Salary of Directors, Contribution to Provident Fund, ESIC, Gratuity Fund and Staff welfare expenses.

Finance Cost

Finance cost expense includes Interest on bank loan.

Depreciation and Amortization Expenses

Depreciation and amortization expenses primarily include depreciation on plant and machinery, factory equipment, laboratory equipment, electrical installations, furniture and fixtures, office equipment, computers and vehicles.

Other Expenses

Our other expenses primarily include operating and administrative expenses such as power and fuel, freight and cartage, repair and maintenance, rent, travelling and conveyance, legal and professional charges, advertisement and sales promotion, insurance, vehicle running expenses, audit fees and miscellaneous expenses. These expenses vary based on scale of operations, production activity, sales and administrative requirements.

Tax Expenses

Tax expense includes current tax payable for the year and deferred tax arising from temporary differences. These expenses represent the statutory tax obligations of the Company based on applicable income tax laws.

COMPARISON OF F.Y. 2026 WITH F.Y. 2025:

Total Income

Total income increased by Rs.378.76 lakhs, i.e. 10.25%, from Rs.3,696.57 lakhs in Fiscal 2025 to Rs.4,075.33 lakhs in Fiscal 2026, primarily due to the increase in revenue from operations.

Revenue from operations

Revenue from operations increased by Rs.378.43 lakhs, i.e. 10.26%, from Rs.3,688.69 lakhs in Fiscal 2025 to Rs.4,067.12 lakhs in Fiscal 2026. The financial records support the increase in sales; however, a certified full-year Fiscal 2026 production and capacity-utilisation schedule was not available and no operational cause beyond the recorded sales movement has been asserted.

Other Income

Other income increased by Rs.0.33 lakhs, i.e. 4.20%, from Rs.7.88 lakhs in Fiscal 2025 to Rs.8.21 lakhs in Fiscal 2026. The increase was mainly attributable to profit on sale of fixed assets increasing from Rs.0.02 lakhs to Rs.3.43 lakhs, partly offset by miscellaneous income decreasing from Rs.7.61 lakhs to Rs.4.62 lakhs. Foreign-exchange gain decreased by Rs.0.03 lakhs and interest income decreased by Rs.0.06 lakhs.

Total Expenses

Total expenses for the financial year ended, stood at Rs.3,500.58 lakhs, representing 85.90% of total income. Total expenses primarily comprised cost of goods sold (including cost of goods consumed, changes in inventories of finished goods, work-inprogress and stock-in-trade, and purchases of stock-in-trade), employee benefit expenses, finance costs, depreciation and amortization expenses and other expenses.

Cost of Goods Sold

Cost of goods sold increased by Rs.189.23 lakhs, i.e. 7.09%, from Rs.2,670.13 lakhs in Fiscal Year 2025 to Rs.2,859.36 lakhs in Fiscal Year 2026. Cost of goods sold in Fiscal Year 2026 was computed by aggregating cost of goods consumed of Rs.2,421.37 lakhs and purchases of stock-in-trade of Rs.487.48 lakhs, adjusted by changes in inventories of Rs.(49.49) lakhs. Cost of goods sold in Fiscal Year 2025 was computed by aggregating cost of goods consumed of Rs.2,273.37 lakhs and purchases of stock-intrade of Rs.435.88 lakhs, adjusted by changes in inventories of Rs.(39.12) lakhs.

Cost of goods sold as a percentage of revenue from operations decreased from 72.39% in Fiscal Year 2025 to 70.30% in Fiscal Year 2026. This improvement was mainly due to better absorption of raw material and manufacturing costs with increase in revenue from operations, improved production levels and higher capacity utilisation during Fiscal Year 2026.

Employee Benefit Expenses

Employee benefit expenses increased by Rs.37.49 lakhs, i.e. 16.93%, from Rs.221.43 lakhs in Fiscal 2025 to Rs.258.91 lakhs in Fiscal 2026.

The increase was mainly due to increase in salary, wages and staff-related expenses during Fiscal Year 2026, in line with the increase in scale of operations.

Finance Cost

Finance costs decreased by Rs.11.75 lakhs, i.e. 26.37%, from Rs.44.56 lakhs in Fiscal 2025 to Rs.32.81 lakhs in Fiscal 2026. Total borrowings decreased by Rs.58.07 lakhs, i.e. 14.54%, from Rs.399.25 lakhs as at March 31, 2025 to Rs.341.18 lakhs as at March 31, 2026. The closing Fiscal 2026 balance comprised current maturities of long-term debt of Rs.16.98 lakhs and working-capital borrowings of Rs.324.20 lakhs. The reduction in borrowing levels and lower interest expense supported the decrease in finance costs.

Depreciation and Amortization Expenses

Depreciation and amortisation expenses increased by Rs.51.76 lakhs, i.e. 52.90%, from Rs.97.84 lakhs in Fiscal 2025 to Rs.149.60 lakhs in Fiscal 2026. The movement reflected the full-year depreciation effect of additions to Property, Plant and Equipment of Rs.323.67 lakhs made in Fiscal 2025 and additions to Property, Plant and Equipment of Rs.149.77 lakhs made in Fiscal 2026, which increased the depreciable asset base.

Other Expenses

Other expenses increased by Rs.52.97 lakhs, i.e. 36.05%, from Rs.146.93 lakhs in Fiscal 2025 to Rs.199.90 lakhs in Fiscal 2026. The increase was mainly attributable to repair and maintenance increasing by Rs.11.05 lakhs, travelling and conveyance by Rs.9.94 lakhs, commission by Rs.7.73 lakhs, advertisement and sales promotion by Rs.5.73 lakhs, power and fuel by Rs.5.37 lakhs, rent by Rs.5.14 lakhs, legal and professional charges by Rs.4.81 lakhs, rates and taxes by Rs.1.45 lakhs and freight and cartage by Rs.1.05 lakhs. These increases were partly offset by reductions in vehicle running and maintenance and insurance expenses.

Tax Expense

Tax expense increased by Rs.10.12 lakhs, i.e. 7.43%, from Rs.136.27 lakhs in Fiscal 2025 to Rs.146.39 lakhs in Fiscal 2026. The movement was mainly due to profit before tax increasing from Rs.515.68 lakhs to Rs.574.76 lakhs. Accordingly, the increase in taxable profit resulted in increase in tax expense during Fiscal 2026.

Restated Profit after Tax

Restated profit after tax increased by Rs.48.95 lakhs, i.e. 11.43%, from Rs.379.22 lakhs in Fiscal 2025 to Rs.428.36 lakhs in Fiscal 2026. Revenue from operations increased from Rs.3,688.69 lakhs to Rs.4,067.12 lakhs, while PAT margin increased from 10.09% to 10.38%, an improvement of approximately 0.29 %. Positive drivers included revenue growth, the reduction in aggregate cost of goods sold and purchases of stock-in-trade as a percentage of revenue from operations, and lower finance costs. These were partly offset by higher employee benefit expenses, depreciation and amortisation expenses, other expenses and tax expense. Other income remained broadly stable and did not materially drive the margin movement.

COMPARISON OF F.Y. 2025 WITH F.Y. 2024:

Revenue of operations

Revenue from operations increased by Rs.1,228.32 lakhs, i.e. 49.92%, from Rs.2,460.37 lakhs in Fiscal Year 2024 to Rs.3,688.69 lakhs in Fiscal Year 2025. The increase was mainly supported by higher sales from manufacturing and trading operations. Further, actual production of UPRs increased from 1,255 MT in Fiscal Year 2024 to 1,879 MT in Fiscal Year 2025, and

capacity utilisation improved from 50.38% to 75.43%, which supported higher sales during the year. Pigment production also increased from 127.14 MT in Fiscal Year 2024 to 310 MT in Fiscal Year 2025.

Other Income

Other income decreased by Rs.255.70 lakhs, i.e. 97.01%, from Rs.263.58 lakhs in Fiscal Year 2024 to Rs.7.88 lakhs in Fiscal Year 2025. The decrease was mainly because Fiscal Year 2024 included gain on sale of investment of Rs.238.55 lakhs, which was non-recurring in nature. Further, Fiscal Year 2024 also included interest income of Rs.13.87 lakhs, dividend income of Rs.4.83 lakhs, profit on sale of fixed assets of Rs.2.91 lakhs and rental income of Rs.2.87 lakhs. In comparison, other income in Fiscal Year 2025 mainly comprised miscellaneous income of Rs.7.61 lakhs, foreign exchange gain of Rs.0.16 lakhs, interest income of Rs.0.09 lakhs and profit on sale of fixed assets of Rs.0.02 lakhs. Accordingly, the decrease in other income was primarily due to absence of such higher non-operating income in Fiscal Year 2025.

Cost of Goods Sold

Cost of goods sold increased by Rs.780.49 lakhs, i.e. 41.30%, from Rs.1,889.64 lakhs in Fiscal Year 2024 to Rs.2,670.13 lakhs in Fiscal Year 2025. Cost of goods sold in Fiscal Year 2025 was computed by aggregating cost of goods consumed of Rs.2,273.37 lakhs and purchases of stock-in-trade of Rs.435.88 lakhs, adjusted by changes in inventories of Rs. (39.12) lakhs. Cost of goods sold in Fiscal Year 2024 was computed by aggregating cost of goods consumed of Rs.1,516.45 lakhs and purchases of stock-intrade of Rs.366.38 lakhs, adjusted by changes in inventories of Rs.6.81 lakhs.

The increase was mainly due to higher production and sales volume during Fiscal Year 2025. Cost of goods consumed increased in line with higher consumption of raw materials for manufacturing operations, while purchases of stock-in-trade also increased due to higher trading of complementary products such as fiberglass / fiberresin products, hardeners, silicones and other ancillary products. The increase was partly offset by changes in inventories, reflecting higher closing inventory of finished goods, work- in-progress and stock-in-trade at the year end.

Employee benefit expense

Employee benefit expenses decreased marginally by Rs.1.67 lakhs, i.e. 0.75%, from Rs.223.09 lakhs in Fiscal Year 2024 to Rs.221.43 lakhs in Fiscal Year 2025. The decrease was mainly due to lower gratuity expense during Fiscal Year 2025. However, the overall employee cost remained broadly stable as the Company continued to incur salaries, wages, director remuneration, contribution to provident and other funds, leave encashment and staff welfare expenses in line with its business operations.

As a percentage of total income, employee benefit expenses reduced from 8.19% in Fiscal Year 2024 to 5.99% in Fiscal Year 2025, mainly due to increase in total income during Fiscal Year 2025.

Finance Cost

Finance costs increased marginally by Rs.2.04 lakhs, i.e. 4.81%, from Rs.42.52 lakhs in Fiscal Year 2024 to Rs.44.56 lakhs in Fiscal Year 2025. The increase was mainly due to interest cost and bank charges incurred for borrowings and working capital requirements. However, as a percentage of total income, finance costs decreased from 1.56% in Fiscal Year 2024 to 1.21% in Fiscal Year 2025, reflecting better absorption of finance costs with increase in scale of operations.

Depreciation and Amortization Expenses

Depreciation and amortization expenses increased by Rs.52.31 lakhs, i.e. 114.89%, from Rs.45.53 lakhs in Fiscal Year 2024 to Rs.97.84 lakhs in Fiscal Year 2025. The increase was mainly due to full-year depreciation impact of assets added during Fiscal Year 2024 amounting to Rs.463.14 lakhs, which were added during the year and accordingly had partial depreciation impact in Fiscal Year 2024. Further, during Fiscal Year 2025, the Group made additional capital additions of Rs.323.67 lakhs, including additions to office building, plant and machinery, office equipment and other fixed assets, which further increased the depreciable asset base. Accordingly, depreciation and amortization expenses increased during Fiscal Year 2025.

Other Expenses

Other expenses decreased by Rs.35.98 lakhs, i.e. 19.67%, from Rs.182.91 lakhs in Fiscal Year 2024 to Rs.146.93 lakhs in Fiscal Year 2025. The decrease was mainly due to reduction in commission expenses from Rs.42.94 lakhs to Rs.8.27 lakhs, repair and maintenance expenses from Rs.49.44 lakhs to Rs.29.38 lakhs, legal and professional charges from Rs.24.85 lakhs to Rs.12.03 lakhs, rates and taxes from Rs.11.97 lakhs to Rs.0.17 lakhs and travelling and conveyance expenses from Rs.9.05 lakhs to Rs.2.59 lakhs.

The above reduction was partly offset by increase in certain operating expenses, including advertisement and sales promotion expenses from Rs.1.24 lakhs to Rs.25.50 lakhs, power and fuel expenses from Rs.12.39 lakhs to Rs.19.52 lakhs, freight and cartage expenses from Rs.9.96 lakhs to Rs.16.78 lakhs and rent expenses from Rs.10.70 lakhs to Rs.15.66 lakhs. During Fiscal Year 2025, the major components of other expenses were repair and maintenance of Rs.29.38 lakhs, advertisement and sales promotion of Rs.25.50 lakhs, power and fuel of Rs.19.52 lakhs, freight and cartage of Rs.16.78 lakhs and rent of Rs.15.66 lakhs.

Tax Expenses

Tax expenses increased by Rs.81.13 lakhs, i.e. 147.14%, from Rs.55.14 lakhs in Fiscal Year 2024 to Rs.136.27 lakhs in Fiscal Year 2025. The increase was mainly in line with higher taxable profits during Fiscal Year 2025, as profit before tax increased from Rs.340.25 lakhs in Fiscal Year 2024 to Rs.515.68 lakhs in Fiscal Year 2025. Accordingly, higher profitability resulted in higher current tax / overall tax expense during Fiscal Year 2025.

Restated Profit after Tax

PAT margin on revenue from operations stood at 10.29% in Fiscal Year 2025 as compared to 11.59% in Fiscal Year 2024. Although the PAT margin moderated marginally, the profitability remained healthy. The moderation was mainly because Fiscal Year 2024 included higher non-operating income, particularly gain on sale of investment, which supported profit in that year. In Fiscal Year 2025, profitability was largely supported by core business operations, including higher manufacturing and trading sales.

Further, cost of goods sold as a percentage of revenue from operations reduced from 76.80% in Fiscal Year 2024 to 72.39% in Fiscal Year 2025, indicating improved gross contribution. This was partly offset by higher depreciation and amortization expenses and higher tax expenses during Fiscal Year 2025. Overall, the increase in absolute PAT reflects improved scale of operations and better operating performance during Fiscal Year 2025.

CASH FLOW

The table below summaries our consolidated cash flows from our Consolidated Restated Financial Information for the Fiscal Years ended on 2026, 2025 and 2024:

			( Rs. in lakhs)
Particulars	For the year ended March 31, 2026	For the year ended March 31, 2025	For the year ended March 31, 2024
Net cash generated / (used) by operating activities	415.06	271.53	197.46
Net cash received / (used) by investing activities	(398.72)	(317.54)	(135.98)
Net cash received / (used) by financing activities	(90.88)	(93.98)	310.97
Net increase / (decrease) in cash and cash equivalents	(74.54)	(139.99)	372.47
Cash and cash equivalents at the beginning of period	237.27	377.26	4.80
Cash and cash equivalents at the end of period	162.73	237.27	377.26

Cash Flow from used in Operating Activities

In Fiscal 2026, net cash generated from operating activities was Rs.415.06 lakhs. Profit before tax of Rs.574.76 lakhs was adjusted principally for depreciation of Rs.149.60 lakhs, finance costs of Rs.32.81 lakhs, profit on sale of fixed assets of Rs.3.43 lakhs and working-capital movements. Working-capital movements included an increase in trade payables of Rs.250.56 lakhs and decreases

in other assets of Rs.164.80 lakhs, partly offset by increases in trade receivables of Rs.334.62 lakhs, loans and advances of Rs.182.16 lakhs and inventories of Rs.119.51 lakhs. Cash generated from operations was Rs.572.76 lakhs, from which direct taxes of Rs.157.70 lakhs were paid.

In Fiscal 2025, net cash generated from operating activities was Rs.271.53 lakhs and profit before tax was Rs.515.68 lakhs. The difference was mainly attributable to depreciation of Rs.97.84 lakhs, finance cost of Rs.44.56 lakhs, and changes in working capital of Rs.(345.99) lakhs, resulting in cash generated from operations of Rs.311.97 lakhs. Income tax paid during the year was Rs.40.44 lakhs.

In Fiscal 2024, net cash generated from operating activities was Rs.197.46 lakhs and profit before tax was Rs.340.25 lakhs. The difference was mainly attributable to depreciation of Rs.45.53 lakhs, finance cost of Rs.37.02 lakhs, and changes in working capital of Rs.100.91 lakhs, adjusted for non-operating / non-cash items including interest income, dividend income and gain on sale of investments, resulting in cash generated from operations of Rs.263.56 lakhs. Income tax paid during the year was Rs.66.10 lakhs.

Cash Flow used in Investing Activities

In Fiscal 2026, net cash used in investing activities was Rs.398.72 lakhs. This primarily comprised payment of Rs.285.36 lakhs for purchase of Property, Plant and Equipment, including capital work-in-progress and goodwill, and payment of Rs.117.50 lakhs for investments, partly offset by proceeds of Rs.4.11 lakhs from sale of Property, Plant and Equipment and interest received of Rs.0.03 lakhs.

In Fiscal 2025, net cash used in investing activities was Rs.317.54 lakhs. This was mainly due to purchase of property, plant and equipment, including capital work-in-progress and goodwill, amounting to Rs.317.75 lakhs, partly offset by proceeds from sale of property, plant and equipment of Rs.0.12 lakhs and interest received of Rs.0.09 lakhs.

In Fiscal 2024, net cash used in investing activities was Rs.135.98 lakhs. This was mainly due to purchase of property, plant and equipment, including capital work-in-progress and goodwill, amounting to Rs.876.78 lakhs, partly offset by proceeds from sale of investments of Rs.719.17 lakhs, interest received of Rs.13.87 lakhs, dividend received of Rs.4.83 lakhs and proceeds from sale o f property, plant and equipment of Rs.2.93 lakhs.

Cash Flow generated from Financing Activities

In Fiscal 2026, net cash used in financing activities was Rs.90.88 lakhs, comprising repayment of borrowings of Rs.58.07 lakhs and interest paid of Rs.32.81 lakhs.

In Fiscal 2025, net cash used in financing activities was Rs.93.98 lakhs. This was mainly due to repayment of borrowings of Rs.49.42 lakhs and interest paid of Rs.44.56 lakhs during the year.

In Fiscal 2024, net cash generated from financing activities was Rs.310.97 lakhs. This was mainly due to acceptance of borrowings of Rs.365.78 lakhs, partly offset by repayment of borrowings of Rs.17.78 lakhs and interest paid of Rs.37.02 lakhs during the year.

INFORMATION REQUIRED AS PER ITEM (II) (C) (IV) OF PART A OF SCHEDULE VI TO THE SEBI REGULATIONS:

1. Unusual or infrequent events or transactions:

Except as described in this Red Herring Prospectus, during the periods under review there have been no transactions or events, which in our best judgment, would be considered unusual or infrequent.

2. Significant economic changes that materially affected or are likely to affect income from continuing operations:

Other than as described in the section titled "Risk Factors" beginning on page 17 of this Red Herring Prospectus, to our knowledge there are no known significant economic changes that have or had or are expected to have a material adverse impact on revenues or income of our Company from continuing operations.

3. Known trends or uncertainties that have had or are expected to have a material adverse impact on sales, revenue or income from continuing operations:

Other than as described in this Red Herring Prospectus, particularly in the sections "Risk Factors" and "Managements Discussion and Analysis of Financial Condition and Results of Operations on pages 17 and 192 respectively, to our knowledge, there are no known trends or uncertainties that are expected to have a material adverse impact on our revenues or income from continuing operations.

4. Income and Sales on account of major product/main activities:

Income and sales of the Company on account of major activities are generated from manufacturing and sale of Unsaturated Polyester Resins ("UPRs"), including polyester resins and special purpose resins, and from trading of complementary products such as fiber resin products, hardeners, silicones and other ancillary products. On a consolidated basis, income and sales also include revenue from manufacturing and sale of pigments by our Wholly Owned Subsidiary, which are used as colourants and additives in various industrial and household products.

5. Future changes in relationship between costs and revenues, in case of events such as future increase in marketing or advertisement costs or prices that will cause a material change are known:

Our Companys future costs and revenues may be affected by fluctuations in raw material prices, power and fuel costs, freight costs, wages costs and changes in demand for our products. However, as on date, our Company is not aware of any specific event which may cause a material change in the relationship between costs and revenues.

6. Future relationship between Costs and Income

Our Companys future costs and revenues will be determined by competition, demand/supply situation, Indian Government Policies.

7. Extent to which material increases in net sales or revenue are due to increased sales volume, introduction of new products or services or increased sales prices.

Increases in our revenues are primarily driven by increase in sales volume from manufacturing and trading operations, improved utilisation of production capacity, expansion of our product portfolio and increased demand for our products such as UPRs, resins, pigments, fiberresin products, hardeners, silicones and other ancillary products. Revenue growth may also be impacted by changes in product mix and sales prices from time to time.

8. Total turnover of each major industry segment in which the issuer company operates

The Company operates in the Specialty Chemicals and allied products industry, primarily engaged in manufacturing of Unsaturated Polyester Resins ("UPRs"), pigments and trading of complementary products such as fiber resin products, hardeners, silicones and other ancillary products. Relevant industry data, as available, has been included in the chapter titled "Industry Overview" beginning on page 110 of this Red Herring Prospectus.

9. Status of any publicly announced new products or business segments:

Our Company has not announced any new services and product and business segment / scheme, other than disclosure in this Red Herring Prospectus.

10. The extent to which the business is seasonal:

Our Companys business is not subject to seasonality. For further information, kindly check "Risk Factors" beginning on page 17 in this Red Herring Prospectus.

11. Any significant dependence on a single or few suppliers or customers.

The % of contribution of our Companys suppliers vis-a-vis the total purchases respectively for Fiscal 2026, 2025, and 2024 is as follows:

					(Amount in Lakhs)
Particulars	For the Period Ending on March 31, 2026		For the Period Ending on March 31, 2025		For the Period Ending on March 31, 2024
	Amount	% of Total Purchases	Amount	% of Total Purchases	Amount	% of Total Purchases
Top 1 Supplier	451.41	15.15%	556.47	20.25%	420.72	23.08%
Top 3 Supplier	1,282.97	43.07%	1141.85	41.55%	900.30	49.39%
Top 5 Supplier	1,824.01	61.23%	1512.35	55.03%	1,114.29	61.12%
Top 10 Supplier	2,179.90	73.18%	1,806.24	65.72%	1,321.03	72.46%
Total Purchases	2,978.87	100.00%	2,748.21	100.00%	1,823.00	100.00%

The % of contribution of our Companys customers vis-a-vis the total revenue from operations respectively for the Fiscal 2026, 2025, and 2024 is as follows:

	(Amount in Lakhs)
Particulars	For the Period Ending on March 31, 2026		For the Period Ending on March 31, 2025		For the Period Ending on March 31, 2024
	Amount	% of Revenue from Operations	Amount	% of Revenue from Operations	Amount	% of Revenue from Operations
Top 1 Customer	400.15	9.84%	476.43	12.92%	291.12	11.83%
Top 3 Customers	863.69	21.24%	832.65	22.57%	547.63	22.26%
Top 5 Customers	1,181.99	29.06%	1,120.02	30.36%	728.39	29.61%
Top 10 Customers	1,658.59	40.78%	1,670.61	45.29%	978.46	39.77%
Revenue from Operations	4,067.12	100.00%	3,688.69	100.00%	2,460.37	100.00%

12. Competitive Conditions

We face competition from existing and potential competitors, which is common for any business. Over a period of time, we have developed certain competitive strengths which have been discussed in section titled "Our Business on page 125 of this Red Herring Prospectus.